Erste Group Bank AG: Framework programme for transactions in own shares - transfer to employees and/or to Erste-Employee-Foundation

Wien (pta032/25.05.2018/15:30 UTC+2) On 1 January 2018, the Mitarbeiterbeteiligungsstiftungsgesetz (Employee Participation Foundation Act) 2017 entered into force in Austria. It allows Erste Group Bank AG to distribute Erste Group Bank AG shares exempt from tax and social security contributions, up to a value of EUR 4,500 to its employees free of charge or at a discounted price. The trustee custody and administration of the shares by an employee participation foundation until the end of the employment relationship of the employees constitutes a prerequisite.

On this legal basis, Erste Group Bank AG plans to found an Erste-Mitarbeiter-Privatstiftung (Erste-Employee-Foundation) and to launch an employee share programme in June 2018. In a first step, it is planned that employees may make their Erste Group Bank AG shares available to the Erste-Employee-Foundation for trustee custody and administration. Under the programme employees will receive 1 additional share of Erste Group Bank AG for every 10 shares vested to Erste-Employee-Foundation. In the upcoming years, it is intended to donate Erste Group Bank AG shares to employees of Erste Group and/or to an Erste-Employee-Foundation.

Owing to the uniform execution of voting rights at the Annual General Meeting, Erste-Employee-Foundation may become an additional stable shareholder of Erste Group Bank AG.

Based on the authorisation granted by the General Meeting of 17 May 2017 for the purchase of own shares in accordance with section 65 (1 no. 8, 1a, 1b) of the Stock Corporation Act (AktG), on 24 May 2018 the management board of Erste Group Bank AG adopted the resolution on the framework programme for the envisaged disposal and purchase of own shares. The supervisory board approved the resolution on 24 May 2018.

According to this resolution, it is possible for Erste Group Bank AG to sell up to 300,000 shares of Erste Group (0.07% of the share capital) under the disposal programme during the period from 1 June 2018 to 16 May 2022, and it is possible for Erste Group Bank AG to buy up to 300,000 shares of Erste Group under the purchase programme during the period from 1 June 2018 to 16 November 2019.

Details on the disposal programme

1. Day on which the authorisation was granted by the General Meeting: 17 May 2017

2. Day and mode of publication of this resolution by the General Meeting: publication on 18 May 2017 via electronic information dissemination systems in accordance with section 119 (7) Austrian Stock Exchange Act (BörseG)

3. Start and expected duration of the programme for the disposal of own shares: 1 June 2018 to 16 May 2022

4. Class of shares: voting no-par value bearer shares (ordinary shares) in Erste Group Bank AG

5. Maximum volume: in total up to 300,000 shares
Share capital percentage of shares to be sold: 0.07%

6. Highest and lowest price to be achieved per share: EUR 2 per share shall constitute the lowest consideration and EUR 120 per share shall be the maximum consideration

7. Mode and purpose of sale of own shares: on the stock exchange and also by means other than the stock exchange

8. Effects of the disposal programme on the listing of Erste Group Bank AG-shares: none

9. Number and distribution of share options to be granted or already granted to employees, senior staff and the individual board members in the company or in an associated company, stating the number of purchasable shares, if the issuer is planning to grant share options within the deadline defined under
sec 65 (1 no. 8) or has already done so: 0 (nil)

Details on the purchase programme

1. Day on which the authorisation was granted by the General Meeting: 17 May 2017

2. Day and mode of publication of this resolution by the General Meeting: publication on 18 May 2017 via electronic information dissemination systems in accordance with section 119 (7) Austrian Stock Exchange Act (BörseG)

3. Start and expected duration of the programme for the purchase of own shares: 1 June 2018 to 16 November 2019

4. Class of shares: voting no-par value bearer shares (ordinary shares) in Erste Group Bank AG

5. Maximum volume: in total up to 300,000 shares
Share capital percentage of shares to be bought: 0.07 %

6. Highest and lowest price to be achieved per share: EUR 2 per share shall constitute the lowest consideration and EUR 120 per share shall be the maximum consideration

7. Mode and purpose of purchase of own shares: on the stock exchange and also by means other than the stock exchange

8. Effects of the purchase programme on the listing of Erste Group Bank AG-shares: none

9. Number and distribution of share options to be granted or already granted to employees, senior staff and the individual board members in the company or in an associated company, stating the number of purchasable shares, if the issuer is planning to grant share options within the deadline defined under
section 65 (1 no. 8) or has already done so: 0 (nil)

Any changes to the disposal or purchase programme and the transactions implemented shall be published on the Erste Group Bank AG website at http://www.erstegroup.com/en/investors in compliance with Austrian Stock Exchange Act (BörseG) and Publication Ordinance (VeröffentlichungsVO 2018).

The resolution has no effect on any trading of shares in Erste Group Bank AG in securities trading (authorisation pursuant to section 65 (1 no. 7) AktG).

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Emitter:	Erste Group Bank AG Am Belvedere 1 1100 Wien Austria
Contact Person:	Thomas Sommerauer / Gerald Krames
Phone:	+43 (0)5 0100 - 17326
E-Mail:	thomas.sommerauer@erstegroup.com
Website:	www.erstegroup.com
ISIN(s):	AT0000652011 (Share)
Stock Exchange(s):	Vienna Stock Exchange (Official Trade)
Other Stock Exchanges:	Bucharest Stock Exchange, Prague Stock Exchange